The specific aims of the proposed study are to investigate: 1) the extent to which targeting very low birthweight (VLBW) infants' early learning needs optimizes development across early childhood and how much a second, toddler/preschool intervention further facilitates this development, 2) whether changes in targeted maternal behaviors will result in greater improvements in the development of VLBW vs. term children, and 3) the extent to which maternal depression, social support, and parenting beliefs explain variability in changes in maternal behaviors. Findings from our previous research, directed the design of an intervention, Play and Learning Strategies (PALS I) targeting the difficulties VLBW infants have in learning in joint attention interactions. PALS I targeted a constellation of responsive maternal interactive behaviors with families from lower socioeconomic backgrounds with a VLBW or term infant. In light of associations between poorer parenting and poverty, both the term and VLBW infants are at risk for learning problems, while VLBW infants are at double jeopardy due to their additional biological risk. PALS I results show that mothers can be facilitated to use specialized interactive behaviors that support infant learning. All PALS I groups showed dramatic increases in cognitive and social skills compared to infants whose mothers were randomized to an attention control procedure. As joint attention interactions during the toddler/preschool period place new demands on children's interactive skills, a question that remains is the extent to which further parent facilitation is necessary for optimal outcomes. The successful completion of PALS I provides the unique opportunity to examine this question. Families who received the PALS I intervention (n= 96) will be randomly assigned to receive either the PALS II intervention or an attention control when children are 30 mo of age. Those who had received the attention control (n=96) also will be randomized to these two conditions. During 12 weekly treatment sessions the facilitator and mother will work together using videotapes of mothers demonstrating the targeted behaviors, live modeling, and role playing. An alternate caregiver is involved in several sessions to measure mothers' knowledge and use of targeted behaviors and provide another person to interact effectively with the child. Sessions will continue to target mothers' behaviors that support children's attentional skills, behavior organization, and ability to learn vocabulary and how objects and actions are linked. Adaptations and expansions appropriate for this later developmental period are a major focus. Using growth modeling analyses, four assessments of mother and child behaviors will be examined at 29.5, 31.5, 33.5, 34.5 mo. in combination with four PALS I assessment time points at 5.5, 7, 10.5, and 12 mo. to determine intervention effects.